JUDGMENT R.L. Khurana, J.—Defendant No. 1, Messrs Form Techniks (India) Private Limited, is a private limited company duly incorporated under the provisions of the Companies Act, 1956. Defendants No. 2 and 3 are the Directors thereof. For the purpose of setting up its industrial unit at Baddi in Tehsil Nalagarh of District Solan, it was granted financial assistance in the form of loans by the plaintiff-corporation as under:— (i) Term loan of Rs. 37,02,000. (ii) Soft loan (seed capital) of Rs. 4,00,000. 2. The loans were sanctioned respectively on 12.12.1984 and 31.5.1985. The loans carried interest respectively at the rate of 12.5% and 1% per annum. The necessary documents in respect of the loans were executed respectively on 10.10.1985 and 1.5.1986. The loans were repayable alongwith interest in half yearly instalments. The first instalment in respect of the term loan was payable by 10.1.1989 and the last instalment was payable by 10.7.1993. Similarly, insofar as soft loan is concerned, the first instalment was payable by 10.12.1988 and the last instalment was payable by 10.6.1994. Defendants No. 2 and 3 also furnished their personal guarantee for the repayment of the two loans. Since the defendants, after having availed the loans, failed to repay the same as per the agreed terms, the entire loans amount was recalled and the defendants were called upon to repay the same. They failed to do so. The plaintiff-corporation, therefore, acting under Section 29 of the State Financial Corporations Act, 1951, took over the unit of the defendant No. 1 on 15.7.1994 and thereafter sold the same to Messrs Shiva Metal Forming (India) Limited, for a total consideration of Rs. 46,00,000 on 9.10.1995 with the consent of defendant No. 2. 3. The defendant No. 1 had also taken financial assistance from proforma defendant No. 4 Himachal Pradesh Financial Corporation and a pari-passu charge in respect of its assets was created in favour of the plaintiff Corporation and the proforma defendant No. 4. Resultantly, the sale proceeds of Rs. 46,00,000 received from the sale of the assets of defendant No.1 were shared by the plaintiff Corporation and defendant No. 4 as under :— (a) Plaintiff Corporation Rs. 27, 88,923 and (b) Defendant No. 4, H.R Financial Corporation, Rs. 18, 11,077. 4. After adjusting the above said amount of Rs. 27,88,923 against the amount outstanding from the defendants, a sum of Rs. 1,00,25,113 was still due from the defendants. 27, 88,923 and (b) Defendant No. 4, H.R Financial Corporation, Rs. 18, 11,077. 4. After adjusting the above said amount of Rs. 27,88,923 against the amount outstanding from the defendants, a sum of Rs. 1,00,25,113 was still due from the defendants. They were called upon to pay the amount due. Defendant No. 2 submitted a proposal to pay the outstanding amount by calculating the element of interest at the rate of 9% per annum. He offered to repay such amount in instalments extending to a period of ten years. The proposal submitted by defendant No. 2 was considered by the plaintiff Corporation in its Board Meeting on 30.9.1995. It was decided that defendants may pay the outstanding amount within five years. Interest was decided to be charged at the simple rate of 12-1/ 2% per annum. In such way, interest to the extent of Rs. 47, 18,907 was written off and the defendants were called to pay the balance amount of Rs. 53,06,206 within five years in half yearly instalments alongwith interest at the simple rate of 12-1/2% per annum. The defendants failed to pay the amount inspite of notice. Hence the present suit for the recovery of Rs. 53, 06,206. 5. The suit is being resisted and contested by defendant Nos. 2 and 3. Though two separate written statements have been filed by the defendants No. 2 and 3, the defence taken by them is one and the same. The defendants admitted the loans. It was pleaded that the entire amount of the loans sanctioned was not disbursed in their favour. It was further pleaded that they were made to sign blank proformae of the documents pertaining to the loans and that such blanks have been filled in behind their back and without their knowledge and consent. The defendants further averred that the plaintiff took over the unit under Section 29, State Financial Corporations Act, 1951, since it was of the view that the assets were of the value which would satisfy the claim and would liquidate the outstanding amount. The assets taken over by the plaintiff were, in fact, of the value far in excess of the amount due from the defendants. No proposal was submitted by defendant to liquidate the amount alleged to be outstanding after the sale of the unit by the plaintiff. The assets taken over by the plaintiff were, in fact, of the value far in excess of the amount due from the defendants. No proposal was submitted by defendant to liquidate the amount alleged to be outstanding after the sale of the unit by the plaintiff. The defendants averred that the plaintiff is estopped in claiming the suit amount since Section 29 of the State Financial Corporation Act, 1951 presupposes that value of the assets is enough to meet the demand of the outstanding amount and in excess of the liability of the loans. As the plaintiff Corporation had elected to take action by invoking the provisions of Section 29 of the Act against the defendants, it is now estopped by its acts, deeds and conduct in filing the present suit. Objections as to maintainability of the suit, limitation and competency of the person through whom the suit has been filed by the plaintiff were also raised. 6. On the pleadings of the parties, following issues were framed on 11.8.1997 and 3.1.2000 : 1. Whether the suit has been filed by a competent or authorised person? OPP. 2. Whether the plaintiff is entitled to recover the suit amount or any other amount, if so, from whom and at what rate of interest? OPP. 3. Whether the suit, as filed, is not maintainable? OPD. 4. Whether the suit is within limitation? OPP. 5. Whether the plaintiff-Corporation is estopped by its acts, deeds, conduct for delay and laches as alleged in preliminary objections No. 3 and 4 from filing the suit? OPD. 6. Whether the suit is liable to be dismissed as original documents have not been filed and what is the effect of non-filing of original documents at the time of filing of the suit? OPD. 7. Whether the statement of account filed by the plaintiff-Corporation is not a true and proper copy of ledger, if so, its effect? OPD. 7-A. Whether there has been variation in the original contract and if so whether the guarantor stood discharged from his liability as alleged? OPD. 8. Relief. 7. I have heard the learned Counsel for the parties and have also gone through the record of the case. My findings on the above issues are as under : Issue No. 1. 8. The present suit has been filed by the plaintiff-Corporation through its financial adviser Shri M.K. Chaudhari. OPD. 8. Relief. 7. I have heard the learned Counsel for the parties and have also gone through the record of the case. My findings on the above issues are as under : Issue No. 1. 8. The present suit has been filed by the plaintiff-Corporation through its financial adviser Shri M.K. Chaudhari. The competency of the said financial adviser to file the suit on behalf of the plaintiff Corporation, in the absence of a proper authorisation, has been objected to by the defendants. 9. In United Bank of India v. Naresh Kumar and others, (1996) 6 SCC 660, United Bank of India had filed the suit for recovery of Rs. 1,40,553.91 paise. The plaint of the suit was signed and verified by one officer of the Bank. The defendants challenged the authority of the said Officer to sign and file the plaint on behalf of the Bank. The learned trial Court upheld the objection and after holding that the said officer having not been authorised to sign and file the plaint on behalf of the Bank, dismissed the suit. Such findings of the learned trial Court were upheld by the learned First Appellate Court. The second appeal carried by the Bank before the Punjab and Haryana High Court was dismissed in limine and it was observed that there was no ground for interference with the concurrent findings of facts recorded by the two courts below. The Bank went up in appeal before the Honble Supreme Court. It was observed:— "In cases like the present where suits are instituted or defended on behalf of a public corporation, public interest should not be permitted to be defeated on a mere technicality. Procedural defects which do not go to the root of the matter should not be permitted to defeat a just cause. There is sufficient power in the courts, under the Code of Civil Procedure, to ensure that injustice is not done to any party who has a just case. As far as possible a substantive right should not be allowed to be defeated on account of a procedural irregularity which is curable. It cannot be disputed that a company like the appellant can sue and be sued in its own name. Under Order 6 Rule 14 of the Code of Civil Procedure a pleading is required to be signed by the party and its pleader, if any. It cannot be disputed that a company like the appellant can sue and be sued in its own name. Under Order 6 Rule 14 of the Code of Civil Procedure a pleading is required to be signed by the party and its pleader, if any. As a company is a juristic entity it is obvious that some person has to sign the pleadings on behalf of the company. Order 29 Rule 1 of the Code of Civil Procedure, therefore, provides that in a suit by or against a corporation the Secretary or any Director or other Principal Officer of the Corporation who is able to depose to the facts of the case might sign and verify on behalf of the company. Reading Order 6 Rule 14 together with Order 29 Rule 1 of the Code of Civil Procedure it would appear that even in the absence of any formal letter of authority or power of attorney having been executed a person referred to in Rule 1 of Order 29 can, by virtue of the office which he holds, sign and verify the pleadings on behalf of the corporation. In addition thereto and de hors Order 29 Rule 1 of the Code of Civil Procedure, as a company is a juristic entity, it can duly authorise any person to sign the plaint or the written statement on its behalf and this would be regarded as sufficient compliance with the provisions of Order 6 Rule 14 of the Code of Civil Procedure. A person may be expressly authorised to sign the pleadings on behalf of the company, for example by the Board of Directors passing a resolution to that effect or by a power of attorney being executed in favour of any individual. In absence thereof and in cases where pleadings have been signed by one of its officers a corporation can ratify the said action of its officer in signing the pleadings. Such ratification can be express or implied. The Court can, on the basis of the evidence on record, and after taking all the circumstances of the case, specially with regard to the conduct of the trial come to the conclusion that the corporation had ratified the act of signing of the pleading by its officer." 10. Such ratification can be express or implied. The Court can, on the basis of the evidence on record, and after taking all the circumstances of the case, specially with regard to the conduct of the trial come to the conclusion that the corporation had ratified the act of signing of the pleading by its officer." 10. In the present case, though documents have been placed on the record to show that the Financial Adviser Shri M.K. Chaudhari was authorised to file the suit, such documents have not been proved in evidence. However, from the manner in which the suit has been conducted by the plaintiff Corporation, it can be safely inferred that the plaintiff-Corporation has ratified the action of Shri M.K. Chaudhary in signing and filing the plaint. The issue is, therefore, decided in favour of the plaintiff Corporation. Issue No. 5. 11. The defendants in preliminary objection No. 3 in their written statement has averred:— "That the plaintiff-Corporation is estopped by its act, deed, conduct, delay and latches from filing the present suit, inasmuch as the plaintiff-corporation took over the unit under the provisions of Section 29 of the State Financial Act, it elected to do so as such the assets of the Industrial concern were of a value which was enough to satisfy the complete debts and dues of the plaintiff corporation, if any in excess of the same. Therefore, also the suit deserves to be dismissed on this ground as well." 12. It has further been averred in para 7 of the reply on merits of the written statement in the following terms:— "......It is admitted that the plaintiff corporation took possession of the assets of the industrial concern on 15.7.1994. The same was done, as the plaintiff-corporation was of the view that the assets of the industrial concern were of value which would satisfy and totally liquidate the amounts which is owed by defendant No. 1 concern to the plaintiff corporation. As a matter of fact, the assets of the industrial concern were far excess of the amounts owed by it to the plaintiff-corporation and a residue ought to have been left behind to be given to the defendants No. 2 and 3." 13. Section 29, State Financial Corporations Act, 1951, provides:— "29. As a matter of fact, the assets of the industrial concern were far excess of the amounts owed by it to the plaintiff-corporation and a residue ought to have been left behind to be given to the defendants No. 2 and 3." 13. Section 29, State Financial Corporations Act, 1951, provides:— "29. Rights of Financial Corporation in case of default.—(1) Where any industrial concern, which is under a liability to the Financial Corporation under an agreement, makes any default in re-payment of any loan or advance or any instalment thereof or in meeting its obligation, in relation to any guarantee given by the Corporation or otherwise fails to comply with the terms of its agreement m with the Financial Corporation, the Financial Corporation shall have the right to take over the management or possession or both of the industrial concern as well as the right to transfer by way of lease or sale and realise the property pledged, mortgaged, hypothecated or assigned to the Financial Corporation. (2) Any transfer of property made by the Financial Corporation, in exercise of its powers (xxx) under sub-section (1), shall vest in the transferee all rights in or to the property transferred as if the transfer had been made by the owner of the property. (3) The Financial Corporation shall have the same rights and powers with respect to goods manufactured or produced wholly or partly from goods forming part of the security held by it as it had with respect to the original goods. (4) Where any action has been taken against an industrial concern under the provisions of sub-section (1), all costs, charges and expenses which in the opinion of the Financial Corporation have been properly incurred by it as incidental thereto shall be recoverable from the industrial concern and the money which is received by it shall in the absence of any contract to the contrary, be held by it in trust to be applied firstly, in payment of such costs, charges and expenses and, secondly, in discharge of the debt due to the Financial Corporation, and, the residue of the money so received shall be paid to the person entitled thereto. (5) Where the Financial Corporation has taken any action against an industrial concern under the provisions of sub-section (1), the Financial Corporation shall be deemed to be the owner of such concern, for the purposes of suits, by or against the concern, and shall sue and be sued in the name of the concern." 14. Relying on the provisions contained in sub-section (4) of Section 29, quoted above, the learned Counsel for the defendants has contended that money received from the sale of the industrial concern of the defendants was first to be applied towards the payment of costs, charges and expenses incurred in the matter of taking over and sale of the assets of the industrial concern, and thereafter the balance is to be applied for the discharge of the debts due to the plaintiff-corporation and that the residue of money so received is to be paid to the person(s) entitled thereto. Since the law requires the "residue of the money so received shall be paid to the person entitled thereto", it pre-supposes that before taking over the industrial concern or before contemplating any action under Section 29 of the Act, the plaintiff corporation is required to ensure that the amount to be realised from the sale of the industrial concern and its assets would be far in excess of the amounts due from the defendants including the amount of costs and other expenses as a mandatory duty is cast on the plaintiff corporation and the like financial institutions to pay the residue of the amount to the person(s) entitled thereof. It was further contended that once the industrial concern of the defendants was taken over and sold by the plaintiff-corporation and the amount realised therefrom falls short of the amount due from the defendants, the plaintiff-corporation would be estopped from filing the suit for recovery of the balance amount and such a suit would not be maintainable against the defendants. It was further contended that once the industrial concern of the defendants was taken over and sold by the plaintiff-corporation and the amount realised therefrom falls short of the amount due from the defendants, the plaintiff-corporation would be estopped from filing the suit for recovery of the balance amount and such a suit would not be maintainable against the defendants. In support of his contention, the learned Counsel for the defendants placed reliance on the decision of a learned Single Judge of this Court in Himachal Pradesh State Industrial Development Corporation Ltd. v. M/s. Manson (India) Pvt. Ltd., Civil Suit No. 9 of 1993 decided on 19.4.2000, wherein it has been held in paras 31 and 32, as under:— "It is the admitted case of the parties that the assets of the industrial concern-defendant No. 1 were taken over under Section 29 of the State Financial Corporations Act, 1951, and the same were sold for a sum of Rs. 44, 00 lacs. This is the plaintiff-Corporations own case as per its pleadings and this fact has been admitted in cross-examination by PW 2, Shri P.K. Bali where it has been stated by him that the Unit was taken over by the HPFC, and out of the sale proceeds plaintiff was paid Rs. 16.55 lacs. It is further the admitted case of the plaintiff-Corporation that the proceeds realised from the sale of the Unit were appropriated by the plaintiff-corporation and proforma defendant HPFC amongst themselves. Therefore, as rightly contended by the learned Counsel for the contesting defendants, by virtue of the provisions of Section 29(1) (4) of the State Financial Corporations Act, 1951, that the money received from the sale of the industrial concern of defendant No. 1 was to be first applied towards the payment of costs, charges and expenses incurred in the matter of taking over of the industrial concern and the sale of its properties and thereafter the balance had to be applied for discharge of the debts due to the Financial Institutions i.e. the plaintiff-corporation and the HPFC in the present case. In other words, the law presupposes that before the time of taking over of the industrial concern or contemplating any action under Section 29 of the said Act, the plaintiff-Corporation and the HPFC ought to have ensured that the amount realised from the sale of the industrial concern and its properties would be far in excess of the amounts due from the defendants, and after deducting of expenses, as also the amount due, there would be some amount left over which shall be paid to the person entitled to the same. The word shall (emphasis supplied) casts a mandatory duty on the financial Institutions of such a contingency to ensure that the price received by them being in excess of what was due to them, and that there would be a balance/ residue left over to be paid to the original owner of the industrial concern, or any other person who would be found entitled thereto, e.g. any other creditor. It necessarily follows that once the Unit had been taken over under Section 29 of the said Act, no suit would lie by or against the industrial concern, except in the name of the Financial Corporation which had taken over the industrial concern, which in this case was, admittedly, the HPFC. In this view of the matter, there is no hesitation in holding that the plaintiff-Corporation is estopped from filing the present suit against the defendants, which if at all, could be filed only against the HPFC." 15. Dealing with the scope and purpose of the Act, the Honble Supreme Court in U.P. Financial Corporation v. M/s. Gem Cap (India) Pvt. Ltd. and others, AIR 1993 SC 1435, has held:— "It is true that the appellant Corporation is an instrumentality of the State created under the State Financial Corporations Act, 1951. The said Act was made by the Parliament with a view to promote industrialisation of the States by encouraging small and medium industries by giving financial assistance in the shape of loans and advances, repayable within a period not exceeding 20 years from the date of loan. We agree that the corporation is not like an ordinary money-lender or a Bank which lends money. It is a lender with a purpose the purpose being promoting the small and medium industries. At the same time, it is necessary to keep certain basic facts in view. We agree that the corporation is not like an ordinary money-lender or a Bank which lends money. It is a lender with a purpose the purpose being promoting the small and medium industries. At the same time, it is necessary to keep certain basic facts in view. The relationship between the Corporation and the borrower is that of creditor and debtor. The corporation is not supposed to give loans once and go out of business. It has also to recover them so that it can give fresh loans to others. The Corporation no doubt has to act within the four corners of the Act and in furtherance of the object underlying the Act. But this factor cannot be carried to the extent of obligating the Corporation to revive and resurrect every sick industry irrespective of the cost involved. Promoting industrialisation at the cost of public funds does not serve the public interest; it merely amounts to transferring public money to private account. The fairness required of the Corporation cannot be carried to the extent of disabling it from recovering what is due to it. While not insisting upon the borrower to honour the commitments undertaken by him, the Corporation alone cannot be shackled hand and foot in the name of fairness. Fairness is not a one way street, more particularly in matters like the present one...." 16. In Mahesh Chandra v. Regional Manager, U.P. Financial Corporation and others, AIR 1993 SC 935, considering the scheme of dealing with taken over sick industrial Unit under Section 29 of the Act, it has been held:— "Let us turn to Section 29 for the scheme of dealing with taken over sick unit, Section 29(1) of the Act says that if an industrial concern makes any default in repayment of any loan or advances or any instalment thereof, the Corporation shall have the right to take over the management or possession or both of the industrial concern as well as the right to transfer by way of lease or sale and realise the debt from the property pledged, mortgaged, or assigned to the Corporation. Sub-Section (4) postulates that in the absence of any contract to the contrary, the amount received "be laid by" the Corporation "in trust" firstly in the payment of cost, charges and the expenses and secondly in discharge of the debt due to the Corporation and the residue, if any, shall be paid to the defaulter or the persons entitled thereto." 17. The Honble Court issued the following directions for being observed by the Financial Institutions while exercising powers under Section 29 of the Act:— (1) Sale of a unit should always be made by public auction. (2) Valuation of a unit for purposes of determining adequacy of offer or for determining if bid offered was adequate, should always be intimated to the unit holder to enable him to file objection if any as he is vitally interested in getting the maximum price. (3) If tenders are invited then the highest price on which tender is to be accepted must be intimated to the unit holder. (4) (a) If unit holder is willing to offer the sale price, as the tenderer, then he should be offered same facility and unit should be transferred to him. And the arrears remaining thereafter should be rescheduled to be recovered in instalments with interest after the payment of last instalment fixed under the agreement entered into as a result of tendered amount. (b) If he brings third parties with higher offer it would be tested and may be accepted. (5) Sale by private negotiation should be permitted only in very large concerns where investment runs in very huge amount for which ordinary buyer may not be available or the industry itself may be of such nature that by normal buyers may not be available. But before taking such steps there should be advertisements not only in daily newspapers but business magazines and papers. (6) Request of the unit holder to release any part of the property on which the concern is not standing of which he is the owner should normally be granted on condition that sale proceeds shall be deposited in loan account. 18. Again in Himachal Pradesh State Financial Corporation v Prem Nath Nanda, 2001 (1) SLJ 665, the Honble Supreme Court has held:— "The Corporation, subject to the provisions of the Act, can carry on and transact any of the businesses specified in Section 25 of the Act. 18. Again in Himachal Pradesh State Financial Corporation v Prem Nath Nanda, 2001 (1) SLJ 665, the Honble Supreme Court has held:— "The Corporation, subject to the provisions of the Act, can carry on and transact any of the businesses specified in Section 25 of the Act. The said section authorises the Corporation to grant loans or advances to the industrial concerns on such terms and conditions as may be agreed to. The Corporation deals with public money for public benefit. Default in payments of the loans and advances thus, ultimately affects the public at large. An obligation is cast upon the loanee to pay back the amount of the loan or advance received under the Act. In case of failure to make the payment, the corporation is expected to adopt an approach which has to be public oriented rendering a helping hand to the loanee to come out of the financial losses and constraints if any but without causing any loss to the Corporation. To protect the public interest, the Act provides a mechanism for recovery of loan. Section 29 of the Act authorises the Corporation to take over the management or possession or both of the Industrial unit and transfer the same by way of lease or sale where it finds that any industrial concern, who had taken loan, had made default in repayment of any loan advanced or any instalment thereof or in meeting of its obligation in relation to any guarantee given by the Corporation or otherwise fails to comply with the terms of its agreement with the Corporation. Powers conferred under Section 29 of the Act are intended to achieve the object of the Act. The amount realised in consequence of the sale or lease of the property of the defaulter can be adjusted in the liability of the defaulter and excess amount thus realised, if any to be paid to the person who unit was proceeded against under Section 29 of the Act." 19. Thus while considering sub-section (4) of Section 29, the Honble Supreme Court has read the words "if any" after the words "residue of the money" and before the words "so received shall be paid to the persons entitled thereto". In other words, it is not incumbent upon a financial institution to first verify if the sale proceeds would be enough to discharge the liability. In other words, it is not incumbent upon a financial institution to first verify if the sale proceeds would be enough to discharge the liability. Nor the financial institution would be estopped from recovering the balance amount, if any, after adjustment of the sale proceeds. Had the intention of the legislature been so, it would have specifically provided therefore debarring the financial corporation from recovering the balance amount once recourse was taken to Section 29 and the amount of sale proceeds are found short of the liability. 20. In my humble opinion the ratio laid down by the learned Single Judge of this Court in Civil Suit No. 9 of 1993 (supra) is not a good law in view of what has been held by the Honble Supreme Court in Mahesh Chandra v. Regional Manager, U.P. Financial Corporation and others, AIR 1993 SC 935 (supra); Himachal Pradesh State Financial Corporation v. Prem Nath Nanda, 2001 (1) SLJ 665 (supra). 21. The case can be looked into from another angle. Ex. PW 2/6 is the deed of hypothecation executed by the defendants. 21. The case can be looked into from another angle. Ex. PW 2/6 is the deed of hypothecation executed by the defendants. Clauses 16 thereof reads:— "In default of payment of any instalment of the loan interest, commitment charge or any other moneys due to the Corporation under this security the Corporation may at any time thereafter take possession of the machinery and equipment and the other assets hereby hypothecated or any of them or any part thereof and for that purpose enter into and upon the premises where they are or shall then be and the Corporation may sue for recovery and receive and give effectual receipt for a sale or realise by public auction or private contract or otherwise dispose or deal with the same or any of them or any part thereof with the power to buy in at any sale by auction and to rescind or vary any contract for the sale without being answerable for any loss or diminution in price with power to give effectual receipts and discharge for the sale money and do all other acts and things for completing the sale or sales as the Corporation shall think proper and to apply the net proceeds of such sale or sale in or towards the liquidation of the money does to the Corporation hereunder and to pay the surplus if any to the Borrower AND upon any sale the purchaser shall not be bound to see or enquire whether any such default has been made as aforesaid AND the Borrower hereby agrees to accept the account of such sales and realisations and to pay all shortfall or deficiency shown therein PROVIDED ALWAYS that nothing herein contained shall be deemed to negative, disqualify or prejudice the right of Corporation to recover from the Borrower the balance for the time being remaining due from the Borrower in respect of the said loan or any other moneys under the security notwithstanding that all or any of the machinery and equipment and the other assets hereby hypothecated have not been realised." (Emphasis supplied) 22. Therefore, under the above clause a specific right was reserved with the plaintiff to recover the shortfall or deficiency after the sale of the unit of the defendants. 23. Therefore, the plaintiff-Corporation is not estopped from recovering the balance amount. The issue is decided against the defendants. Issue No. 3. 24. Therefore, under the above clause a specific right was reserved with the plaintiff to recover the shortfall or deficiency after the sale of the unit of the defendants. 23. Therefore, the plaintiff-Corporation is not estopped from recovering the balance amount. The issue is decided against the defendants. Issue No. 3. 24. The case of the defendants is that the present suit as laid is not maintainable. According to the learned Counsel for the defendants, upon the industrial concern having been taken over by the plaintiff-Corporation under Section 29(1) of the Act, it became the owner of such concern vide sub-section (5) of Section 29 and as such the present suit as laid is not maintainable. Sub-section (5) of Section 29 of the Act reads:— "(5) Where the Financial Corporation has taken any action against an industrial concern under the provisions of sub-section (1), the Financial Corporation shall be deemed to be the owner of such concern, for the purposes of suits, by or against the concern, and shall sue and be sued in the name of the concern." 25. Dealing with the above provision, it has been held by the Delhi High Court in M/s. Disco Electronics Ltd., (In Liquidation), AIR 1997 Delhi 251:— "In my view, in the taking over of the possession under Section 29 of the State Financial Corporations Act, the owner always retains the right of ownership of the property does not pass on to the Financial Corporation, but it is only for certain purposes of affecting recovery of its dues by the sale and to remove any impediments in their way that the statute by a deeming provision has granted to the financial corporation powers of the owner for the limited purpose of realising the security, to convey good marketable title to the purchaser, and to defend any legal action, but the property does not absolutely vest in it." 26. Similarly in Bihar State Financial Corporation v. jute Mill Mazdoor Sabha, Katihar and others, 1995 Lab. I.C. 801, a Division Bench of Patna High Court has held that the concept of ownership introduced under Section 29(5) of the Act must be a limited one as is intended by the legislative mandate. The purpose behind taking over management or possession or both of the industrial concern by a financial institution is to secure and realise loan advanced to it. The purpose behind taking over management or possession or both of the industrial concern by a financial institution is to secure and realise loan advanced to it. The said taking over is not for the purpose of allowing the financial institution to step into the shoes of the owner of the said industrial concern. 27. There is yet another aspect of the case. Defendants No. 2 and 3 apart from being the Directors of defendant No. 1 company, they had furnished their personal guarantees for the repayment of loans. Their guarantee is continuing one as also joint and several with that of defendant No. 1. 28. The liability of the sureties being joint and several, it is open to a creditor to enforce the surety against some of joint sureties. The suit brought by a creditor against some of the sureties only would not be bad. 29. In United Bank of India v. Modern Stores (India) Ltd. and others, AIR 1988 Calcutta 18, a suit for recovery of the outstanding amount was filed by the Bank against the principle debtor, a company, and sureties. During the pendency of the suit the principal debtor company went into dissolution and four pf the sureties died, whose legal representatives were not brought on the record and the suit as against the deceased sureties was allowed to abate. The trial Court dismissed the suit on the ground that after leaving out the principal debtor and also some of the guarantors, the plaintiff could not proceed with the suit against the remaining guarantors. On an appeal being carried before a Division Bench of the Calcutta High Court, dismissal of the appeal was set aside. It was held:— (a) mere omission to sue the principal debtor or to proceed against the principal debtor in the suit will not operate as a discharge of the sureties; and (b) in view of Section 138 of the Contract Act if a plaintiff has chosen not to proceed against one or other of the sureties but has chosen to proceed against the rest, then the release of one or the other co-sureties by the plaintiff will not free the guarantors so released from his responsibility to the other sureties. The suit against other sureties would be competent and maintainable. 30. The suit against other sureties would be competent and maintainable. 30. Therefore, even if it be assumed that suit against defendant No.l is bad, the same is maintainable against defendants No.2 and 3 since the plaintiff has the option and discretion to proceed against any one of the guarantors to enforce their joint and several liability The issue is decided against the defendants. Issue No. 4. 31. The two loans granted to defendant No.1 vide agreements Ex. PW 2/4 and Ex. PW 2/5 were repayable alongwith interest in half yearly instalments as per "repayment schedule" annexed to each of the two agreements as under:— (i) Term loan of Rs. 37, 02,000 First instalment was payable on 10.1.1989 and the last instalment was to be paid by 10.7.1993. (ii) Soft loan of Rs. 4, 00,000 First instalment was payable on 1.12.1988 and the last instalment was payable by 10.6.1994. 32. The agreements provide that the borrower shall repay the amount of loan in accordance with the repayment schedule and subject to other terms and conditions contained in the agreement. 33. Clause (5) of Part VIII of the agreement further provides:— "If a default shall have occurred in the payment of principal or interest on any other payment required under this agreement or in any of the events mentioned in sub-clause 2 hereof HPMIDC may at its option, by notice in writing to the company, declare the principal of the loan amount then outstanding to be due and payable immediately and upon any such declaration the security referred to in Schedule III hereto shall become enforceable and such principal, interest and all other monies payable under this agreement shall become due and payable immediately, notwithstanding anything in this agreement and/or in any other document(s). The HPMIDC will be entitled to take any action as is available to it under the agreement and the provisions of the Companys Act, 1955 as amended from time to time." 34. Thus, under the above clause a discretion has been given to the plaintiff either to enforce the payment of the amount in respect of which the default has been committed or by a notice in writing recall the entire amount of loan and enforce its immediate payment. 35. Notice Ex. Thus, under the above clause a discretion has been given to the plaintiff either to enforce the payment of the amount in respect of which the default has been committed or by a notice in writing recall the entire amount of loan and enforce its immediate payment. 35. Notice Ex. PW 1/J was given by the plaintiff in the present case recalling the loans and calling upon the defendants to repay the outstanding amounts of loans alongwith interest. 36. The present suit filed on 10.5.1996 within three years of such recall notice as also within three years from the date when the last instalment became payable is within time. The issue is decided in favour of the plaintiff-Corporation. Issue Nos. 6, 7 and 7-A. 37. All these three issues were not pressed by the learned Counsel for the defendants. These are accordingly decided against the defendants. Issue No. 2. 38. The loans are admitted. It is not the case of the defendants that the loans stood repaid or that any payment made by them have not been accounted for. Nor there is anything on the record to show that the suit amount is not due. Defendants No. 2 and 3 while appearing as DW 1 and DW 2 respectively also have not stated that the suit amount is not due or that amount claimed is wrong. On the basis of evidence coming on record, it is held that the plaintiff is entitled to the suit amount of Rs. 53,06,206 from the defendants jointly and severally. The issue is decided in favour of the plaintiff-Corporation. Relief. 39. As a result of the above findings, a decree for a sum of Rs. 53,06,206 with costs is passed in favour of the plaintiff-Corporation and against the defendants No. 1 to 3 jointly and severally. The plaintiff-Corporation shall further be entitled to interest on the decretal amount at the rate of 12% per annum from the date of suit, that is, 10.5.1996 till the date of payment/realisation of the amount. Order accordingly. -